Compact Disc Incorporated proposes a research and development project to apply Compact Disc-Interactive (CD-1) technology to improve memory retention skills of the able-minded aged who are concerned about signs of forgetfulness. An engaging entertaining TV-based technology, CD-1, should greatly enhance outcomes over passive video tapes or printed materials for educational and behavior-change programs for memory retention. This phase I project will develop and field test a prototype CD-1 called 'The Memory Works' to show how it increases the ability to recall items when greater attention is paid. Phase I aims are: 1) develop a plan, design document and functional specs for a limited-scope prototype disc, 2) produce a prototype CD-1 disc demonstrating how to remember names and faces, 3) field test the concept for efficacy. Phase 11 intervention will fully develop 'The Memory Works' to meet a variety of memory retention skill needs for individual behavior change for a broader age range. It includes additional memory domains, improved mental vigor and normative memory changes, other training choices and preventive screenings from Phase I results. Philips Interactive Media of America has agreed to co-fund and distribute 'The Memory Works' when published.